EXHIBIT 3.2

AMENDMENTS TO BY-LAWS OF McKESSON HBOC, INC.

Article IV, Section 2 of the By-laws of McKesson HBOC, Inc. was amended by
adding the following sentence at the end of such Section:

     "Notwithstanding anything in these By-laws to the contrary, for a period of
     one year following January 12, 1999, the requisite vote or approval of the
     Board of Directors necessary to terminate or replace, or fill a vacancy in
     respect of, Charles W. McCall as Chairman of the Board or Mark A. Pulido as
     President and Chief Executive Officer shall be no less than seventy-five
     percent (75%) of the members of the Board of Directors."

The second sentence of Article III, Section 2 of the By-laws of McKesson HBOC,
Inc. was amended to provide as follows:

     "Until these By-laws are further amended, the number of Directors of this
     Corporation shall be ten (10)."